School: Business and Law

This unit information may be updated and amended immediately prior to semester. To ensure you have the correct outline, please check it again at the beginning of semester.

  • Unit Title

    Company Law II
  • Unit Code

    LAW2300
  • Year

    2016
  • Enrolment Period

    1
  • Version

    1
  • Credit Points

    15
  • Full Year Unit

    N
  • Mode of Delivery

    On Campus
    Online

Description

This unit involves a detailed examination of current corporations law in Australia with particular emphasis upon proprietary companies. The unit examines matters including the company as a corporate entity, the corporate constitution and its alteration, the rights and duties of directors and shareholders and the division of power between the two, protection of minority shareholders, capital reductions and class rights including preference shareholders.

Prerequisite Rule

Students must pass 1 units from LAW1100

Equivalent Rule

Unit was previously coded LAW4200, LAW5200

Learning Outcomes

On completion of this unit students should be able to:

  1. Combine those skills with a knowledge of company law principles and case-law.
  2. Demonstrate that understanding in answers to tutorial questions and to questions given under exam conditions with access only to a copy of the legislation.
  3. Find their way around the company legislation in force, using skills which have been developed during the course.
  4. Use such skills and knowledge to achieve a detailed understanding of specified areas of company law.

Unit Content

  1. An introduction to corporations, the corporate entity and the nature and function of companies.
  2. Class rights, preference shares and the procedure for variation of rights.
  3. Shareholder rights and meetings.
  4. The basic structure of companies limited by shares and the corporate governance rules.
  5. The duties and responsibilities of corporate directors at common law and under statute, including the insolvent trading provisions.
  6. The forms of corporation, the corporate constitution and its alteration and the enforcement of the contract created by the constitution.
  7. The process of incorporation and its effect.
  8. The remedies of minority shareholders.
  9. Variation of share capital including reorganizations, capital reductions, share buy backs, redeemable preference shares and financial assistance.

Additional Learning Experience Information

On-campus students attend a weekly two hour lecture and one hour tutorial which include the following learning modes: a lecture aimed at providing students with the knowledge of the important principles and issues of company law, with particular reference to and emphasis on the Corporations Act, and a tutorial aimed at further developing knowledge and insight through the revision of legal principles and issues proposed in the lectures and the application of these principles to hypothetical cases and theoretical questions. For off campus students the unit is delivered online with lecture notes and tutorials available on Blackboard. Regular online access is required.

Assessment

GS1 GRADING SCHEMA 1 Used for standard coursework units

Students please note: The marks and grades received by students on assessments may be subject to further moderation. All marks and grades are to be considered provisional until endorsed by the relevant Board of Examiners.

ON CAMPUS
TypeDescriptionValue
ExerciseOn-line Short Answer Quiz10%
TestOn-line Mid-Semester Test30%
ExaminationExamination60%
ONLINE
TypeDescriptionValue
ExerciseOn-line Short Answer Quiz10%
TestOn-line Mid-Semester Test30%
ExaminationExamination60%

Text References

  • ^ Lipton, P., Herzberg, A., & Welsh, M. (2015). Understanding company law (18th ed.). Pyrmont, NSW: Thompson Reuters.

^ Mandatory reference


Disability Standards for Education (Commonwealth 2005)

For the purposes of considering a request for Reasonable Adjustments under the Disability Standards for Education (Commonwealth 2005), inherent requirements for this subject are articulated in the Unit Description, Learning Outcomes and Assessment Requirements of this entry. The University is dedicated to provide support to those with special requirements. Further details on the support for students with disabilities or medical conditions can be found at the Access and Inclusion website.

Academic Misconduct

Edith Cowan University has firm rules governing academic misconduct and there are substantial penalties that can be applied to students who are found in breach of these rules. Academic misconduct includes, but is not limited to:

  • plagiarism;
  • unauthorised collaboration;
  • cheating in examinations;
  • theft of other students' work;

Additionally, any material submitted for assessment purposes must be work that has not been submitted previously, by any person, for any other unit at ECU or elsewhere.

The ECU rules and policies governing all academic activities, including misconduct, can be accessed through the ECU website.

LAW2300|1|1

School: Business and Law

This unit information may be updated and amended immediately prior to semester. To ensure you have the correct outline, please check it again at the beginning of semester.

  • Unit Title

    Company Law II
  • Unit Code

    LAW2300
  • Year

    2016
  • Enrolment Period

    2
  • Version

    1
  • Credit Points

    15
  • Full Year Unit

    N
  • Mode of Delivery

    On Campus
    Online

Description

This unit involves a detailed examination of current corporations law in Australia with particular emphasis upon proprietary companies. The unit examines matters including the company as a corporate entity, the corporate constitution and its alteration, the rights and duties of directors and shareholders and the division of power between the two, protection of minority shareholders, capital reductions and class rights including preference shareholders.

Prerequisite Rule

Students must pass 1 units from LAW1100

Equivalent Rule

Unit was previously coded LAW4200, LAW5200

Learning Outcomes

On completion of this unit students should be able to:

  1. Combine those skills with a knowledge of company law principles and case-law.
  2. Demonstrate that understanding in answers to tutorial questions and to questions given under exam conditions with access only to a copy of the legislation.
  3. Find their way around the company legislation in force, using skills which have been developed during the course.
  4. Use such skills and knowledge to achieve a detailed understanding of specified areas of company law.

Unit Content

  1. An introduction to corporations, the corporate entity and the nature and function of companies.
  2. Class rights, preference shares and the procedure for variation of rights.
  3. Shareholder rights and meetings.
  4. The basic structure of companies limited by shares and the corporate governance rules.
  5. The duties and responsibilities of corporate directors at common law and under statute, including the insolvent trading provisions.
  6. The forms of corporation, the corporate constitution and its alteration and the enforcement of the contract created by the constitution.
  7. The process of incorporation and its effect.
  8. The remedies of minority shareholders.
  9. Variation of share capital including reorganizations, capital reductions, share buy backs, redeemable preference shares and financial assistance.

Additional Learning Experience Information

On-campus students attend a weekly two hour lecture and one hour tutorial which include the following learning modes: a lecture aimed at providing students with the knowledge of the important principles and issues of company law, with particular reference to and emphasis on the Corporations Act, and a tutorial aimed at further developing knowledge and insight through the revision of legal principles and issues proposed in the lectures and the application of these principles to hypothetical cases and theoretical questions. For off campus students the unit is delivered online with lecture notes and tutorials available on Blackboard. Regular online access is required.

Assessment

GS1 GRADING SCHEMA 1 Used for standard coursework units

Students please note: The marks and grades received by students on assessments may be subject to further moderation. All marks and grades are to be considered provisional until endorsed by the relevant Board of Examiners.

ON CAMPUS
TypeDescriptionValue
ExerciseOn-line Short Answer Quiz10%
TestOn-line Mid-Semester Test30%
ExaminationExamination60%
ONLINE
TypeDescriptionValue
ExerciseOn-line Short Answer Quiz10%
TestOn-line Mid-Semester Test30%
ExaminationExamination60%

Text References

  • ^ Lipton, P., Herzberg, A., & Welsh, M. (2015). Understanding company law (18th ed.). Pyrmont, NSW: Thompson Reuters.

^ Mandatory reference


Disability Standards for Education (Commonwealth 2005)

For the purposes of considering a request for Reasonable Adjustments under the Disability Standards for Education (Commonwealth 2005), inherent requirements for this subject are articulated in the Unit Description, Learning Outcomes and Assessment Requirements of this entry. The University is dedicated to provide support to those with special requirements. Further details on the support for students with disabilities or medical conditions can be found at the Access and Inclusion website.

Academic Misconduct

Edith Cowan University has firm rules governing academic misconduct and there are substantial penalties that can be applied to students who are found in breach of these rules. Academic misconduct includes, but is not limited to:

  • plagiarism;
  • unauthorised collaboration;
  • cheating in examinations;
  • theft of other students' work;

Additionally, any material submitted for assessment purposes must be work that has not been submitted previously, by any person, for any other unit at ECU or elsewhere.

The ECU rules and policies governing all academic activities, including misconduct, can be accessed through the ECU website.

LAW2300|1|2